Subject: File No. S7-29-10
From: john l pierschbacher

October 27, 2010

Dear Sir,

I have worked in both private and public accounting and have seen a definite trend toward public company listing overseas, primarily to avoid the sox 404 requirements. The listing of company's overseas will not only hurt the US markets, but will hurt the company's with market captialization of less than $250 million. These small companies that are registered in the US will have significant costs, which overseas registered companies will not have. Please consider removing the auditor attestation requirement for sox 404 for all companies with market capitalization of less than $250 million and keep our US markets strong.